Common use of Board Level Clause in Contracts

Board Level. The following clause will be included in the shareholders agreement and the articles of association of the Domestic Company before the First Closing and become effective only in the event of (i) termination of the Control Documents for any reasons; or (ii) collapse of the Captive Structure. “The following key business decisions (“Key Matters”) of the Domestic Company and its subsidiaries (collectively the “Domestic Group” and each a “Domestic Group Member”) will be approved by a simple majority of the board of directors of the Domestic Company (which must include the approval of the director nominated by WP Designee): (a) IPO of the Domestic Group; (b) any amendment to, modification of or change in any Control Documents; (c) any increase or deduction of the registered capital of the Domestic Company; (d) merger, acquisition, division, reorganization, change of corporate form or other similar procedure of the Domestic Company; (e) any amendment to the articles of association of the Domestic Company; and any amendment to the articles of association of any other Domestic Group Member to the extent such amendments could reasonably be expected to adversely affect WP Designee’ rights or privileges in relation to the onshore investment; (f) any voluntary commencement of liquidation, dissolution or other similar procedure of the Domestic Company or any Material Domestic Group Member, and “Material Domestic Group Member” means any Domestic Group Member (other than the Domestic Company) either gross revenue or net income of which of the preceding financial year accounts for 5% or more of the total gross revenue or total net income of the Domestic Group of the preceding financial year;

Board Level. The following clause will be included in the shareholders agreement and the articles of association of the Domestic Company before the First Closing and become effective only in the event of (i) termination of the Control Documents for any reasons; or (ii) collapse of the Captive Structure. “The following key business decisions (“Key Matters”) of the Domestic Company and its subsidiaries (collectively the “Domestic Group” and each a “Domestic Group Member”) will be approved by a simple majority of the board of directors of the Domestic Company (which Company(which must include the approval of the director nominated by WP Designee): (a) IPO of the Domestic Group; (b) any amendment to, modification of or change in any inany Control Documents; (c) any increase or deduction of the registered capital of the Domestic Company; (d) merger, acquisition, division, reorganization, change of corporate form or other similar procedure of the Domestic Company; (e) any amendment to the articles thearticles of association of the Domestic Company; and any amendment to the articles of association of any other Domestic Group Member to the extent such amendments could reasonably be expected to adversely affect WP Designee’ rights or privileges in relation to the onshore investment; (f) any voluntary commencement of liquidation, dissolution or other similar procedure of the Domestic Company or any Material Domestic Group Member, and “Material Domestic Group Member” means any Domestic Group Member (other than the Domestic Company) either gross revenue or net income of which of the preceding financial year accounts for 5% or more of the total gross revenue or total net income of the Domestic Group of the preceding financial year;